SEC Form 4 · accession 0001513162-15-000551
UNILENS VISION INC · UVIC
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Leonard F. Barker
Officer — VP CFO & Corporate Secretary
Period of report
Sep 2, 2015
Accepted (ET)
Sep 17, 2015 · 3:49 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000852564
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock | Sep 2, 2015 | D | 3,000 | $12.75 | D | 0 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Option to Buy Common StockF3,F2 | $7.92 | Sep 2, 2015 | D | 20,000 | D | — | Mar 1, 2020 | CommonStock | 20,000 | 0 | D |
Explanation of responses
- F1Pursuant to the terms of the Agreement and Plan of Merger, on July 10, 2015, by and among Valeant Pharmaceuticals International, a Delaware corporation ("Parent"), OneEye Merger Sub, Inc., a Delaware corporation and a wholly owned Subsidiary of Parent ("Merger Sub"), and Unilens Vision Inc., a Delaware corporation (the "Issuer"), each share of the Issuer's stock issued and outstanding immediately prior to the Effective Time (as defined in the Agreement and Plan of Merger) was converted into the right to receive $12.75 per share in cash, subject to any applicable withholding taxes.
- F2Options are 100% vested.
- F3Pursuant to the terms of the Agreement and Plan of Merger, immediately prior to the Effective Time (as defined in the Agreement and Plan of Merger), each unexpired and unexercised option to purchase the Issuer's common stock, all of which were exercisable and vested, was cancelled and, in exchange therefor, each option holder became entitled to receive a cash payment equal to the product of (i) the total number of shares previously subject to such option and (ii) the excess of the merger consideration ($12.75 per share) over the exercise price of the option.